Prologis, Inc. — Director's Dealing 2012

Jan 31, 2012

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Prologis, Inc. (PLD)
CIK: 0001045609
Period of Report: 2012-01-28

Reporting Person: Palazzolo Lori A (SVP Chief Accounting Officer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2012-01-28	Common Stock	M	589	$0.00	Acquired	6036	Direct
2012-01-28	Common Stock	F	184	$32.52	Disposed	5852	Direct
2012-01-28	Common Stock	M	910	$0.00	Acquired	6762	Direct
2012-01-28	Common Stock	F	283	$32.52	Disposed	6479	Direct
2012-01-30	Common Stock	M	1674	$0.00	Acquired	8153	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2012-01-28	Restricted Share Units	$0.00	M	589	Disposed		Common Stock (589)	Direct
2012-01-28	Restricted Share Units	$0.00	M	910	Disposed		Common Stock (910)	Direct
2012-01-30	Restricted Share Units	$0.00	M	1674	Disposed		Common Stock (1674)	Direct

Footnotes

F1: Conversion of 50% of Restricted Share Units (RSUs) following vest on January 28, 2012. The RSUs convert into Prologis common stock upon vesting on a 1-for-1 basis, and have no exercise price or expiration date. The remaining 50% of the RSUs will vest on January 28, 2013.

F2: Shares withheld for payment of the tax liability associated with the receipt of common stock acquired upon the vesting of the RSUs referenced in Table II.

F3: Conversion of 34% of RSUs following vest on January 28, 2012. The RSUs convert into Prologis common stock upon vesting on a 1-for-1 basis, and have no exercise price or expiration date. The remaining 66% of the RSUs will vest ratably on January 28, 2013 and January 28, 2014.

F4: Conversion of 25% of RSUs following vest on January 30, 2012. The RSUs convert into Prologis common stock upon vesting on a 1-for-1 basis, and have no exercise price or expiration date. The remaining 75% of the RSUs will vest ratably on January 30, 2013, January 30, 2014, and January 30, 2015.